Schedule of Amendments: Revision 1.2 to 2.0

This schedule accompanies Revision 2.0 of the TrustFlight Master Services Agreement and maps every provision of Revision 1.2 to its place in Revision 2.0.

TrustFlight Master Services Agreement

formerly the TrustFlight Terms and Conditions

Schedule of Amendments: Revision 1.2 to Revision 2.0

Issued 21 August 2026. Revision 2.0 takes effect on 1 September 2026.

This schedule shows where each provision of Revision 1.2 of the TrustFlight Terms and Conditions appears in Revision 2.0, which is issued as the TrustFlight Master Services Agreement. It is provided so that customers can trace the terms they hold today to the corresponding provision in the new revision.

Revision 2.0 reorganises the terms into five Schedules so that the same general terms can cover software, managed services, training and consulting, and bespoke project work. Schedules 2 to 5 apply only where the Order Form states that they apply.

Clause numbering has changed throughout. Where the substance of a provision is unchanged, this schedule records it as carried over even though its number has moved.

Revision 1.2, Schedule 1: General Terms and Conditions

Rev 1.2	Subject	Rev 2.0	Status	Notes
1.1	Order Form, Term, Fees, Payment Period	Sch 1, cl 1.1	Expanded	The defined terms move into a definitions table. Payment Period becomes Billing Period.
1.2	Automatic renewal, one month notice	Sch 1, cl 2.2	Changed	Notice period increases to 60 days for software and 90 days for managed services where the Order Form is silent.
2.1	First invoice on signature	Sch 1, cl 3.2	Carried over
2.2	Invoiced in advance; pro-rata on mid-period change	Sch 1, cl 3.3 and 3.10	Changed	Advance invoicing is retained. Pro-rating on changes is removed: changes now take effect from the next Billing Period.
2.3	VAT, sales tax, withholding	Sch 1, cl 3.4	Expanded	Adds a duty to disclose withholding before execution and a gross-up so the net received equals the Order Form Fees.
2.4	Fees invoiced in arrears due in 15 days	Sch 1, cl 3.1	Changed	Default payment terms are now 30 days from invoice where the Order Form is silent.
2.5	Invoice disputes within 10 days	Sch 1, cl 3.5	Carried over
2.6	Late payment interest, suspension, payment allocation	Sch 1, cl 3.6 and 3.3	Changed	Interest changes from 4% per month to 4% over Bank of England base rate. Suspension and chronological allocation are retained.
2.7	Annual increase at CPI or 10%	Sch 1, cl 3.7	Changed	Becomes the greater of CPI or 4%, capped at 8% in any 12 months. Adds a one-time launch-discount recovery at first renewal.
2.8	Aircraft, Bay, Line Station, Organisation, AOC, Units	Sch 1, cl 1.1 (Units)	Expanded	Definitions retained and moved into the definitions table. Simulator and Passengers are added.
2.9	Unit change notice, pro-rating, Minimum Order Quantity	Sch 1, cl 3.9 to 3.11	Changed	Notice becomes 30 days after the change rather than 30 days before. Pro-rating is removed. The Minimum Order Quantity floor is retained.
3.1	Intellectual property in Customer Data	Sch 1, cl 4.1	Carried over
3.2	Third-party Customer Data warranty	Sch 1, cl 4.3	Carried over
4.1	Personal Data, Privacy Policy, DPA incorporated	Sch 1, cl 1.1 and cl 5.2	Reworded	Personal Data takes its meaning from applicable law. The DPA Exhibit governs processing.
4.2	Data protection compliance, ISO 27001 measures	Sch 1, cl 5.1 and 5.3(a)	Carried over
4.3	Processor obligations (i) to (x), including breach notification	Sch 1, cl 5.3 and cl 6	Expanded	Personal data breach notification is retained at clause 5.3(b) with a 72 hour outer limit. Clause 6 is new and extends notification to all Customer Data, including Regulated Records.
4.4	Customer responsible for consents	Sch 1, cl 4.3 and 5.1	Carried over
4.5	Notice of Privacy Policy changes	Sch 1, cl 16.7	Reworded	Handled by the general variation and notice provisions.
5.1	Customer Data kept secure and confidential	Sch 1, cl 5.3(a) and cl 6	Moved	Security of Customer Data now sits with the data protection and information security clauses.
5.2	No disclosure of Customer Data to third parties	Sch 1, cl 7.3	Carried over
5.3	Anonymised Data	Sch 1, cl 4.4	Carried over
5.4	Definition of Confidential Information	Sch 1, cl 1.1	Moved	Moved into the definitions table.
5.5	Receiving Party obligations	Sch 1, cl 7.1	Reworded
5.6	Exclusions from confidentiality	Sch 1, cl 7.4	Carried over
5.7	Injunctive relief	Sch 1, cl 7.5	Carried over
5.8	Survival of confidentiality	Sch 1, cl 7.1 and 7.5	Changed	Confidentiality now runs for five years after termination rather than indefinitely.
6.1	Service conformance and professional performance warranty	Sch 1, cl 9.1	Carried over
6.2	Exclusive warranties, as-is, no uninterrupted service	Sch 1, cl 9.3 and 9.4	Reworded	Clause 9.4 restates the tool framing and adds an express duty to keep back-ups, safeguards and contingency arrangements.
7.1	Scope of financial liability	Sch 1, cl 10	Reworded
7.2	Sole responsibility for results; implied terms excluded	Sch 1, cl 9.3 and 10.5	Carried over
7.3	Non-excludable liability	Sch 1, cl 10.1	Carried over
7.4	Excluded losses and the liability cap	Sch 1, cl 10.3 and 10.4	Changed	The cap changes from 6 months of Fees to 12 months. Service Credits count towards the cap.
8.1	Customer indemnity	Sch 1, cl 11.1	Carried over
8.2	Intellectual property indemnity	Sch 1, cl 8.5	Changed	Now conditional on prompt notice, sole conduct of the defence and no admission of liability.
9.1	Customer co-operation obligations	Sch 1, cl 9.4; Sch 2, cl 1.3	Carried over
9.2	Non-solicitation, one year, Customer only	Sch 1, cl 15	Changed	Becomes mutual, and applies for six months after termination across every Schedule.
10	Force majeure	Sch 1, cl 13	Carried over
11.1	Termination grounds	Sch 1, cl 14.1 and 14.2	Expanded	Insolvency grounds are condensed and clause 14.2 addresses the Corporate Insolvency and Governance Act 2020.
11.2	Consequences of termination	Sch 1, cl 14.3	Carried over
12.1	Notices	Sch 1, cl 16.1	Changed	Email alone is now sufficient for routine notices. Recorded post is required only for termination and dispute notices.
12.2	Relationship of the parties	Sch 1, cl 16.2	Carried over
12.3	Assignment	Sch 1, cl 16.3	Carried over
12.4	Severance	Sch 1, cl 16.8	Carried over
12.5	Entire agreement	Sch 1, cl 16.6	Carried over
12.6	Modifications to the Agreement	Sch 1, cl 16.7	Changed	Notice period becomes 30 days, and a material adverse change gives a right to terminate the affected Order Form.
12.7	Third party rights	Sch 1, cl 16.10	Expanded	Adds a carve-out so a Delivering Entity can rely on the liability provisions.
12.8	No waiver	Sch 1, cl 16.9	Carried over
12.9	Marketing rights	Sch 1, cl 16.11	Carried over
12.10	Export restrictions	Sch 1, cl 12.3	Expanded	Broadened to sanctions, export control and trade laws, with a denied-party representation.
12.11	Governing law and jurisdiction table	Sch 1, cl 19	Expanded	Adds Kenyon, Baines Simmons and Redline. Adds an optional international arbitration election.

Revision 1.2, Schedule 2: Software Terms and Conditions

Rev 1.2	Subject	Rev 2.0	Status	Notes
1.1 to 1.6	The Service, Service Description Document, Change Requests	Sch 2, cl 1	Carried over	Implementation work beyond the Service Description Document is now an Ad-hoc Service.
2.1 to 2.3	Training and audit support, with stated rates	Sch 2, cl 2	Changed	Rates move out of the terms into the Rate Schedule Appendix, which is provided with the Order Form and on request.
3.1 to 3.3	Back-ups, restoration, data on termination	Sch 2, cl 3	Expanded	Data is made available for download for 30 days in a machine-readable format, then deleted, with written confirmation on request.
4.1 to 4.6	Maintenance, support, Internal Administrators, severity table	Standard SLA	Moved	Support and severity commitments move into the Standard SLA, published at https://trustflight.com/sla, so they are maintained in one place across all products.
5.1 to 5.6	Uptime, Service Credits, exclusive remedy	Standard SLA; Sch 2, cl 4.5	Moved	Service Credits remain the exclusive remedy and continue to count towards the liability cap.
6.1 to 6.6	Licence and acceptable use	Sch 2, cl 5	Carried over
7.1 to 7.3	Custom Development, day rate, 20% maintenance fee	Sch 5	Moved	Custom work moves to its own Schedule and applies only where the Order Form says so. Rates move to the Rate Schedule Appendix.

Revision 1.2, Schedule 3: Professional Services Terms and Conditions

Rev 1.2	Subject	Rev 2.0	Status	Notes
1.1 to 1.5	Professional services, Service Description Document, SoW	Sch 3, Sch 4 and Sch 5	Moved	Professional services split by type: retained and managed services to Schedule 3, training and consulting to Schedule 4, one-off project work to Schedule 5.
2	Compliance, certification, sub-contracting under Customer approval	Sch 3, cl 1.4; Sch 4, cl 2.3	Carried over	Certificates continue to be provided on request, and the sub-contractor position is retained.
3	Foreground and Background Intellectual Property	Sch 5, cl 5	Changed	Intellectual property in created works vests in the Service Provider with a perpetual licence to the Customer. Assignment is available where the Statement of Work provides for it.
4	Third-party applications	Sch 1, cl 8.6	Moved	Moved into the general terms so it applies to all services, with a new provision covering withdrawal or substitution of a third-party application.

New in Revision 2.0

The following provisions have no equivalent in Revision 1.2.

Rev 2.0	Subject	Notes
Sch 1, cl 1.4	Which Schedules apply	Schedules 2 to 5 apply only where the Order Form says so.
Sch 1, cl 1.3	Order of precedence	A single ordered list covering the Order Form, Statement of Work, Schedules and Exhibits.
Sch 1, cl 3.12	Ad-hoc Services	What counts as chargeable additional work, and a written estimate approved by the Customer before any chargeable work starts.
Sch 1, cl 3.13 to 3.16	Rate Schedule Appendix	How rates are provided, the currency used, and that rates are held for accepted estimates and executed Statements of Work.
Sch 1, cl 6	Information Security Incidents	Notification of incidents affecting any Customer Data, not only personal data, and assistance with the Customer’s own regulatory reporting.
Sch 1, cl 16.4	Sub-contracting	The Service Provider may sub-contract, and remains responsible for its sub-contractors.
Sch 1, cl 16.5	Delivering Entity	The Contracting Entity is responsible for the acts and omissions of the entity delivering the Services.
Sch 1, cl 14.5	Survival	Which provisions continue after termination or expiry.
Sch 1, cl 17	Dispute escalation	A staged process through account managers, executives and mediation before proceedings.
Sch 1, cl 18	Modern slavery, ESG and audit rights
Sch 3	Managed Service Terms	Retained and embedded services, including emergency response.
Sch 4	Defined Services Terms	Training and consulting, including booking, cancellation, transfer and the PartnerPlus programme.
Sch 5	Custom Work Terms	Statement of Work, change control, acceptance and costing.

Not carried forward

Rev 1.2	Subject	Notes
Sch 2, cl 7.2	Annual maintenance fee of 20% of the development fee	Removed. Maintenance of bespoke work is agreed in the applicable Statement of Work.
Sch 2, cl 4.4	Support contact details listed in the terms	Support channels are set out in the Standard SLA so they can be kept current.
Sch 1, cl 2.9	Pro-rated invoice or credit on a change in units	Removed. Changes take effect from the next Billing Period, with no pro-rating in either direction.

This schedule is a guide to the changes and does not vary Revision 2.0. Where this schedule and Revision 2.0 differ, Revision 2.0 governs.

Read Revision 2.0 · Read Revision 1.2 · Standard Service Level Agreement